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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended September 24, 2009
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 Commission File Number 0-19681
 JOHN B. SANFILIPPO & SON, INC.
 (Exact Name of Registrant as Specified in Its Charter)
 Delaware
    
    36-2419677(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)1703 North Randall RoadElgin, Illinois
    
    60123-7820(Address of principal executive offices)
    
    (Zip code)
 (Registrants telephone number,
including area code)
 þ o
 o o
  Large accelerated filer oAccelerated filer oNon-accelerated filer o(Do not check if a smaller reporting company)Smaller reporting company þ o þ




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##### 



JOHN B. SANFILIPPO & SON, INC.
FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 24, 2009
INDEX
 PagePART I. FINANCIAL INFORMATIONItem 1. Financial StatementsConsolidated Statements of Operations for the quarters ended September 24, 2009 and
September 25, 2008
    
    
    3Consolidated Balance Sheets as of September 24, 2009, June 25, 2009 and September 25, 2008
    
    
    4Consolidated Statements of Cash Flows for the quarters ended September 24, 2009 and
September 25, 2008
    
    
    6Notes to Consolidated Financial Statements
    
    
    7Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    12Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    
    20Item 4. Controls and Procedures
    
    
    20PART II. OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    21Item 1A. Risk Factors
    
    
    21Item 6. Exhibits
    
    
    21SIGNATURE
    
    
    22EX-31.1EX-31.2EX-32.1EX-32.2
  2




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PART IFINANCIAL INFORMATION
 
 Item 1. Financial Statements
 
 JOHN B. SANFILIPPO & SON, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
 For the Quarter EndedSeptember 24,
    
    
    September 25,2009
    
    
    2008Net sales
    
    $
    126,812
    
    
    $
    134,824Cost of sales
    
    
    102,938
    
    
    
    120,640Gross profit
    
    
    23,874
    
    
    
    14,184Operating expenses:Selling expenses
    
    
    8,723
    
    
    
    7,983Administrative expenses
    
    
    5,441
    
    
    
    4,613Restructuring expenses (income)
    
    
    
    
    
    
    (332
    )Total operating expenses
    
    
    14,164
    
    
    
    12,264Income from operations
    
    
    9,710
    
    
    
    1,920Other expense:Interest expense ($270 and $275 to related parties)
    
    
    (1,447
    )
    
    
    (2,143
    )Rental and miscellaneous expense, net
    
    
    (416
    )
    
    
    (194
    )Total other expense, net
    
    
    (1,863
    )
    
    
    (2,337
    )Income (loss) before income taxes
    
    
    7,847
    
    
    
    (417
    )Income tax expense (benefit)
    
    
    3,081
    
    
    
    (33
    )Net income (loss)
    
    $
    4,766
    
    
    $
    (384
    )Other comprehensive income, net of tax:Adjustment for prior service cost and
actuarial gain amortization related to retirement
plan
    
    
    102
    
    
    
    103Net comprehensive income (loss)
    
    $
    4,868
    
    
    $
    (281
    )Basic and diluted earnings (loss) per common share
    
    $
    0.45
    
    
    $
    (0.04
    )
 The accompanying notes are an integral part of these consolidated financial statements.
 3




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JOHN B. SANFILIPPO & SON, INC.
CONSOLIDATED BALANCE SHEETS
 September 24,
    
    
    June 25,
    
    
    September 25,2009
    
    
    2009
    
    
    2008ASSETSCURRENT ASSETS:Cash
    
    $
    1,011
    
    
    $
    863
    
    
    $
    674Accounts receivable, less allowances of
$2,914, $2,765 and $2,666
    
    
    35,399
    
    
    
    34,760
    
    
    
    42,732Inventories
    
    
    99,464
    
    
    
    106,289
    
    
    
    122,982Income taxes receivable
    
    
    
    
    
    
    
    
    
    
    59Deferred income taxes
    
    
    4,182
    
    
    
    4,108
    
    
    
    2,396Prepaid expenses and other current assets
    
    
    1,766
    
    
    
    1,784
    
    
    
    1,368Asset held for sale
    
    
    
    
    
    
    
    
    
    
    5,569TOTAL CURRENT ASSETS
    
    
    141,822
    
    
    
    147,804
    
    
    
    175,780PROPERTY, PLANT AND EQUIPMENT:Land
    
    
    9,463
    
    
    
    9,463
    
    
    
    9,463Buildings
    
    
    100,738
    
    
    
    100,482
    
    
    
    100,008Machinery and equipment
    
    
    148,087
    
    
    
    150,266
    
    
    
    147,550Furniture and leasehold improvements
    
    
    3,884
    
    
    
    6,231
    
    
    
    6,287Vehicles
    
    
    635
    
    
    
    676
    
    
    
    667Construction in progress
    
    
    1,481
    
    
    
    1,734
    
    
    
    724264,288
    
    
    
    268,852
    
    
    
    264,699Less: Accumulated depreciation
    
    
    131,120
    
    
    
    134,648
    
    
    
    125,586133,168
    
    
    
    134,204
    
    
    
    139,113Rental investment property, less
accumulated depreciation of $3,784,
$3,559 and $2,885
    
    
    31,916
    
    
    
    32,141
    
    
    
    27,246TOTAL PROPERTY, PLANT AND EQUIPMENT
    
    
    165,084
    
    
    
    166,345
    
    
    
    166,359Cash surrender value of officers life
insurance and other assets
    
    
    7,779
    
    
    
    7,981
    
    
    
    8,417Brand name, less accumulated amortization
of $7,458, $7,351 and $7,031
    
    
    462
    
    
    
    569
    
    
    
    889TOTAL ASSETS
    
    $
    315,147
    
    
    $
    322,699
    
    
    $
    351,445
 The accompanying notes are an integral part of these consolidated financial statements.
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JOHN B. SANFILIPPO & SON, INC.
CONSOLIDATED BALANCE SHEETS
 September 24,
    
    
    June 25,
    
    
    September 25,2009
    
    
    2009
    
    
    2008LIABILITIES & STOCKHOLDERS EQUITYCURRENT LIABILITIES:Revolving credit facility borrowings
    
    $
    15,004
    
    
    $
    33,232
    
    
    $
    63,836Current maturities of long-term debt,
including related party debt of $239, $234
and $221
    
    
    11,549
    
    
    
    11,690
    
    
    
    12,099Accounts payable, including related party
payables of $417, $687 and $1,330
    
    
    30,581
    
    
    
    23,479
    
    
    
    32,978Book overdraft
    
    
    3,078
    
    
    
    5,632
    
    
    
    4,969Accrued payroll and related benefits
    
    
    7,907
    
    
    
    8,713
    
    
    
    6,651Accrued workers compensation
    
    
    5,284
    
    
    
    5,159
    
    
    
    4,531Accrued restructuring
    
    
    
    
    
    
    
    
    
    
    43Other accrued expenses
    
    
    6,630
    
    
    
    7,149
    
    
    
    5,129Income taxes payable
    
    
    960
    
    
    
    49
    
    
    
    TOTAL CURRENT LIABILITIES
    
    
    80,993
    
    
    
    95,103
    
    
    
    130,236LONG-TERM LIABILITIES:Long-term debt, less current maturities,
including related party debt of $13,348,
$13,410 and $13,587
    
    
    48,285
    
    
    
    49,016
    
    
    
    51,634Retirement plan
    
    
    8,113
    
    
    
    8,095
    
    
    
    8,186Deferred income taxes
    
    
    5,881
    
    
    
    3,634
    
    
    
    2,396Other
    
    
    1,322
    
    
    
    1,352
    
    
    
    1,442TOTAL LONG-TERM LIABILITIES
    
    
    63,601
    
    
    
    62,097
    
    
    
    63,658COMMITMENTS AND CONTINGENCIESSTOCKHOLDERS EQUITY:Class A Common Stock, convertible to
Common Stock on a per share basis,
cumulative voting rights of ten votes per
share, $.01 par value; 10,000,000 shares
authorized, 2,597,426 shares issued and
outstanding
    
    
    26
    
    
    
    26
    
    
    
    26Common Stock, non-cumulative voting rights
of one vote per share, $.01 par value;
17,000,000 shares authorized, 8,155,349,
8,140,599 and 8,134,599 shares issued and
outstanding
    
    
    81
    
    
    
    81
    
    
    
    81Capital in excess of par value
    
    
    101,305
    
    
    
    101,119
    
    
    
    100,865Retained earnings
    
    
    72,943
    
    
    
    68,177
    
    
    
    60,874Accumulated other comprehensive loss
    
    
    (2,598
    )
    
    
    (2,700
    )
    
    
    (3,091
    )Treasury stock, at cost; 117,900 shares of
Common Stock
    
    
    (1,204
    )
    
    
    (1,204
    )
    
    
    (1,204
    )TOTAL STOCKHOLDERS EQUITY
    
    
    170,553
    
    
    
    165,499
    
    
    
    157,551TOTAL LIABILITIES & STOCKHOLDERS EQUITY
    
    $
    315,147
    
    
    $
    322,699
    
    
    $
    351,445
 The accompanying notes are an integral part of these consolidated financial statements.
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JOHN B. SANFILIPPO & SON, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
 For the Quarter EndedSeptember 24, 2009
    
    
    September 25, 2008CASH FLOWS FROM OPERATING ACTIVITIES:Net income (loss)
    
    $
    4,766
    
    
    $
    (384
    )Depreciation and amortization
    
    
    3,778
    
    
    
    3,943Loss on disposition of properties
    
    
    63
    
    
    
    179Deferred income tax expense
    
    
    2,173
    
    
    
    Stock-based compensation expense
    
    
    87
    
    
    
    55Change in current assets and current liabilities:Accounts receivable, net
    
    
    (639
    )
    
    
    (8,308
    )Inventories
    
    
    6,825
    
    
    
    4,050Prepaid expenses and other current assets
    
    
    18
    
    
    
    224Accounts payable
    
    
    7,102
    
    
    
    7,623Accrued expenses
    
    
    (1,200
    )
    
    
    (3,081
    )Income taxes payable/receivable
    
    
    911
    
    
    
    163Other operating assets
    
    
    148
    
    
    
    818Net cash provided by operating activities
    
    
    24,032
    
    
    
    5,282CASH FLOWS FROM INVESTING ACTIVITIES:Purchases of property, plant and equipment
    
    
    (2,214
    )
    
    
    (900
    )Proceeds from disposition of properties
    
    
    
    
    
    
    48Cash surrender value of officers life insurance
    
    
    (115
    )
    
    
    (157
    )Net cash used in investing activities
    
    
    (2,329
    )
    
    
    (1,009
    )CASH FLOWS FROM FINANCING ACTIVITIES:Borrowings under revolving credit facility
    
    
    32,369
    
    
    
    36,355Repayments of revolving credit borrowings
    
    
    (50,597
    )
    
    
    (40,467
    )Principal payments on long-term debt
    
    
    (872
    )
    
    
    (874
    )(Decrease) increase in book overdraft
    
    
    (2,554
    )
    
    
    671Issuance of Common Stock under option plans
    
    
    90
    
    
    
    Tax benefit of stock options exercised
    
    
    9
    
    
    
    Net cash (used in) provided by financing activities
    
    
    (21,555
    )
    
    
    (4,315
    )NET INCREASE (DECREASE) IN CASH
    
    
    148
    
    
    
    (42
    )Cash, beginning of period
    
    
    863
    
    
    
    716Cash, end of period
    
    $
    1,011
    
    
    $
    674
 The accompanying notes are an integral part of these consolidated financial statements.
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JOHN B. SANFILIPPO & SON, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 Note 1  Basis of Presentation
     Note 2  Accounts Receivable
  Note 3  Inventories
  September 24,
    
    
    June 25,
    
    
    September 25,2009
    
    
    2009
    
    
    2008Raw material and supplies
    
    $
    39,034
    
    
    $
    50,525
    
    
    $
    40,968Work-in-process and finished goods
    
    
    60,430
    
    
    
    55,764
    
    
    
    82,014Inventories
    
    $
    99,464
    
    
    $
    106,289
    
    
    $
    122,982
 Note 4  Income Taxes
   7




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Note 5  Earnings Per Common Share
  For the Quarter EndedSeptember 24,
    
    September 25,2009
    
    2008Weighted average number of shares outstanding  basic
    
    
    10,621,842
    
    
    
    10,614,125Effect of dilutive securities:Stock options and restricted stock units
    
    
    42,883
    
    
    
    Weighted average number of shares outstanding  diluted
    
    
    10,664,725
    
    
    
    10,614,125
  Note 6  Stock-Based Compensation
   8




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WeightedAverageWeighted
    
    
    RemainingAverage
    
    
    Contractual
    
    
    AggregateOptions
    
    Shares
    
    
    Exercise Price
    
    
    Term
    
    
    Intrinsic ValueOutstanding, at June 25, 2009
    
    
    381,940
    
    
    $
    11.97Activity:Granted
    
    
    
    
    
    
    Exercised
    
    
    (14,750
    )
    
    
    6.08Forfeited
    
    
    (2,000
    )
    
    
    9.92Outstanding, at September 24, 2009
    
    
    365,190
    
    
    $
    12.22
    
    
    
    4.80
    
    
    $
    727Exercisable, at September 24, 2009
    
    
    287,940
    
    
    $
    13.19
    
    
    
    4.02
    
    
    $
    499
   Note 7  Retirement Plan
  For the Quarter EndedSeptember 24,
    
    
    September 25,2009
    
    
    2008Service cost
    
    $
    36
    
    
    $
    35Interest cost
    
    
    146
    
    
    
    140Amortization of prior service cost
    
    
    239
    
    
    
    239Amortization of gain
    
    
    (83
    )
    
    
    (81
    )Net periodic benefit cost
    
    $
    338
    
    
    $
    333
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Note 8  Distribution Channel and Product Type Sales Mix
   Quarter EndedSeptember 24,
    
    
    September 25,Distribution Channel
    
    2009
    
    
    2008Consumer
    
    $
    74,295
    
    
    $
    75,110Industrial
    
    
    17,383
    
    
    
    20,998Food Service
    
    
    14,668
    
    
    
    18,012Contract Packaging
    
    
    13,718
    
    
    
    13,036Export
    
    
    6,748
    
    
    
    7,668Total
    
    $
    126,812
    
    
    $
    134,824
  Quarter EndedSeptember 24,
    
    September 25,Product Type
    
    2009
    
    2008Peanuts
    
    
    22.0
    %
    
    
    21.8
    %Pecans
    
    
    17.3
    
    
    
    21.1Cashews & Mixed Nuts
    
    
    22.1
    
    
    
    21.2Walnuts
    
    
    11.3
    
    
    
    12.5Almonds
    
    
    10.8
    
    
    
    11.8Other
    
    
    16.5
    
    
    
    11.6Total
    
    
    100.0
    %
    
    
    100.0
    %
 Note 9  Comprehensive Income (Loss)
  Note 10 Commitments and Contingencies
  Note 11 Product Recall
    10




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Note 12  Fair Value of Financial Instruments
  Note 13 Recent Accounting Pronouncements
     11




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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
  Fisher, Flavor Tree, Sunshine Country Texas Pride
  QUARTERLY HIGHLIGHTS
   RESULTS OF OPERATIONS
 Net Sales
  12




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Quarter EndedSeptember 24,
    
    
    September 25,Distribution Channel
    
    2009
    
    
    2008Consumer
    
    $
    74,295
    
    
    $
    75,110Industrial
    
    
    17,383
    
    
    
    20,998Food Service
    
    
    14,668
    
    
    
    18,012Contract Packaging
    
    
    13,718
    
    
    
    13,036Export
    
    
    6,748
    
    
    
    7,668Total
    
    $
    126,812
    
    
    $
    134,824
  Quarter EndedSeptember 24,
    
    September 25,Product Type
    
    2009
    
    2008Peanuts
    
    
    22.0
    %
    
    
    21.8
    %Pecans
    
    
    17.3
    
    
    
    21.1Cashews & Mixed Nuts
    
    
    22.1
    
    
    
    21.2Walnuts
    
    
    11.3
    
    
    
    12.5Almonds
    
    
    10.8
    
    
    
    11.8Other
    
    
    16.5
    
    
    
    11.6Total
    
    
    100.0
    %
    
    
    100.0
    %
      Gross Profit
  13




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Operating Expenses
  Income from Operations
  Interest Expense
  Rental and Miscellaneous Expense, Net
  Income Tax Expense (Benefit)
  Net Income (Loss)
  14




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LIQUIDITY AND CAPITAL RESOURCES
 General
        Real Estate Matters
   15




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Financing Arrangements
      16




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Capital Expenditures
  Recent Accounting Pronouncements
  17




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18




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FORWARD LOOKING STATEMENTS
  19




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Item 3. Quantitative and Qualitative Disclosures About Market Risk
  
 Item 4. Controls and Procedures
   20




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PART IIOTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 1A. Risk Factors
  
 Item 6. Exhibits
  21




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SIGNATURE
  JOHN B. SANFILIPPO & SON, INC.By:
    /s/     Michael J. ValentineMichael J. ValentineChief Financial Officer and Group President 22




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EXHIBIT INDEX
 ExhibitNumber
    
    Description1-2
    
    Not applicable3.1
    
    Restated Certificate of Incorporation of Registrant(19)3.2
    
    Amended and Restated Bylaws of Registrant(18)4.1
    
    Specimen Common Stock Certificate(3)4.2
    
    Specimen Class A Common Stock Certificate(3)5-9
    
    Not applicable10.1
    
    Certain documents relating to $8.0 million Decatur County-Bainbridge Industrial
Development Authority Industrial Development Revenue Bonds (John B. Sanfilippo & Son, Inc.
Project) Series 1987, dated as of June 1, 1987(1)10.2
    
    Tax Indemnification Agreement between Registrant and certain Stockholders of Registrant
prior to its initial public offering(2)10.3
    
    Indemnification Agreement between Registrant and certain Stockholders of Registrant prior
to its initial public offering(2)10.4
    
    The Registrants 1998 Equity Incentive Plan(4)10.5
    
    First Amendment to the Registrants 1998 Equity Incentive Plan(5)10.6
    
    Amended and Restated John B. Sanfilippo & Son, Inc. Split-Dollar Insurance Agreement
Number One among John E. Sanfilippo, as trustee of the Jasper and Marian Sanfilippo
Irrevocable Trust, dated September 23, 1990, Jasper B. Sanfilippo, Marian R. Sanfilippo
and Registrant, dated December 31, 2003(6)10.7
    
    Amended and Restated John B. Sanfilippo & Son, Inc. Split-Dollar Insurance Agreement
Number Two among Michael J. Valentine, as trustee of the Valentine Life Insurance Trust,
Mathias Valentine, Mary Valentine and Registrant, dated December 31, 2003(6)10.8
    
    Amendment, dated February 12, 2004, to Amended and Restated John B. Sanfilippo & Son, Inc.
Split-Dollar Insurance Agreement Number One among John E. Sanfilippo, as trustee of the
Jasper and Marian Sanfilippo Irrevocable Trust, dated September 23, 1990, Jasper B.
Sanfilippo, Marian R. Sanfilippo and Registrant, dated December 31, 2003(7)10.9
    
    Amendment, dated February 12, 2004, to Amended and Restated John B. Sanfilippo & Son, Inc.
Split-Dollar Insurance Agreement Number Two among Michael J. Valentine, as trustee of the
Valentine Life Insurance Trust, Mathias Valentine, Mary Valentine and Registrant, dated
December 31, 2003(7)10.10
    
    Development Agreement, dated as of May 26, 2004, by and between the City of Elgin, an
Illinois municipal corporation, the Registrant, Arthur/Busse Limited Partnership, an
Illinois limited partnership, and 300 East Touhy Avenue Limited Partnership, an Illinois
limited partnership(8)10.11
    
    Agreement For Sale of Real Property, dated as of June 18, 2004, by and between the State
of Illinois, acting by and through its Department of Central Management Services, and the
City of Elgin(8)10.12
    
    The Registrants Restated Supplemental Retirement Plan(15)10.13
    
    Form of Option Grant Agreement under 1998 Equity Incentive Plan(9)10.14
    
    Termination Agreement, dated as of January 11, 2006, by and between the City of Elgin, an
Illinois municipal corporation, the Registrant, Arthur/Busse Limited Partnership, an
Illinois limited partnership, and 300 East Touhy Avenue Limited Partnership, an Illinois
limited partnership(10)10.15
    
    Assignment and Assumption Agreement, dated March 28, 2006, by and between JBSS Properties,
LLC and the City of Elgin, Illinois(11)10.16
    
    Agreement of Purchase and Sale between the Company and Prologis(12)10.17
    
    Lease Agreement between the Company, as Tenant, and Palmtree Acquisition Corporation, as
Landlord for property at 3001 Malmo Drive, Arlington Heights, Illinois(13)
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ExhibitNumber
    
    Description10.18
    
    Lease Agreement between the Company, as Tenant, and Palmtree Acquisition Corporation, as
Landlord for property at 1851 Arthur Avenue, Elk Grove Village, Illinois(13)10.19
    
    Agreement for Purchase of Real Estate and Related Property by and among the Company, as
Seller, and Arthur/Busse Limited Partnership and 300 East Touhy Limited Partnership, as
Purchasers(14)10.20
    
    Industrial Building Lease by and between the Company, as Tenant, and Arthur/Busse Limited
Partnership and 300 East Touhy Limited Partnership, as Landlord, dated September 20,
2006(14)10.21
    
    Sanfilippo Value Added Plan, dated October 24, 2007(16)10.22
    
    Credit Agreement, dated as of February 7, 2008, by and among the Company, the financial
institutions named therein as lenders, Wells Fargo Foothill, LLC (WFF), as the arranger
and administrative agent for the lenders, and Wachovia Capital Finance Corporation
(Central), in its capacity as documentation agent(17)10.23
    
    Security Agreement, dated as of February 7, 2008, by the Company in favor of WFF, as
administrative agent for the lenders(17)10.24
    
    Loan Agreement, dated as of February 7, 2008, by and between the Company and Transamerica
Financial Life Insurance Company (TFLIC)(17)10.25
    
    Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Filing, dated as
of February 7, 2008, made by the Company related to its Elgin, Illinois property for the
benefit of TFLIC(17)10.26
    
    Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Filing, dated as
of February 7, 2008, made by JBSS Properties, LLC related to its Elgin, Illinois property
for the benefit of TFLIC(17)10.27
    
    Deed of Trust, Security Agreement, Assignment of Leases and Rents and Fixture Filing,
dated as of February 7, 2008, made by the Company related to its Gustine, California
property for the benefit of TFLIC(17)10.28
    
    Deed of Trust, Security Agreement, Assignment of Leases and Rents and Fixture Filing,
dated as of February 7, 2008, made by the Company related to its Garysburg, North Carolina
property for the benefit of TFLIC(17)10.29
    
    Promissory Note (Tranche A), dated February 7, 2008, in the principal amount of $36.0
million executed by the Company in favor of TFLIC(17)10.30
    
    Promissory Note (Tranche B) dated February 7, 2008, in the principal amount of $9.0
million executed by the Company in favor of TFLIC(17)10.31
    
    First Amendment to the Registrants 2008 Equity Incentive Plan(20)10.32
    
    The Registrants 2008 Equity Incentive Plan, as amended(20)10.33
    
    The Registrants Employee Restricted Stock Unit Award Agreement(21)10.34
    
    The Registrants Non-Employee Director Restricted Stock Unit Award Agreement(21)10.35
    
    Form of Indemnification Agreement(22)11-30
    
    Not applicable31.1
    
    Certification of Jeffrey T. Sanfilippo pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002, as amended, filed herewith31.2
    
    Certification of Michael J. Valentine pursuant to Section 302 of the Sarbanes-Oxley Act of
2002, as amended, filed herewith32.1
    
    Certification of Jeffrey T. Sanfilippo pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith32.2
    
    Certification of Michael J. Valentine pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith33-100
    
    Not applicable
 24




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##### Table of Contents



(1)
    
    Incorporated by reference to the Registrants Registration Statement on Form S-1,
Registration No. 33-43353, as filed with the Commission on October 15, 1991 (Commission File
No. 0-19681).(2)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for the
fiscal year ended December 31, 1991 (Commission File No. 0-19681).(3)
    
    Incorporated by reference to the Registrants Registration Statement on Form S-1
(Amendment No. 3), Registration No. 33-43353, as filed with the Commission on November 25,
1991 (Commission File No. 0-19681).(4)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
first quarter ended September 24, 1998 (Commission File No. 0-19681).(5)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
second quarter ended December 28, 2000 (Commission File No. 0-19681).(6)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
second quarter ended December 25, 2003 (Commission File No. 0-19681).(7)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
third quarter ended March 25, 2004 (Commission File No. 0-19681).(8)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for the
fiscal year ended June 24, 2004 (Commission File No. 0-19681).(9)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for the
fiscal year ended June 30, 2005 (Commission File No. 0-19681).(10)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
second quarter ended December 29, 2005 (Commission File No. 0-19681).(11)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated March
28, 2006 (Commission File No. 0-19681).(12)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated May 11,
2006 (Commission File No. 0-19681).(13)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated July
14, 2006 (Commission File No. 0-19681).(14)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated
September 20, 2006 (Commission File No. 0-19681).(15)
    
    Incorporated by reference to the Registrants Annual Report on Form 10-K for the year ended
June 28, 2007 (Commission File No. 0-19681).(16)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated October
24, 2007 (Commission File No. 0-19681).(17)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated
February 7, 2008 (Commission File No. 0-19681).(18)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
first quarter ended September 27, 2007 (Commission File No. 0-19681).(19)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
third quarter ended March 24, 2005 (Commission File No. 0-19681).(20)
    
    Incorporated by reference to the Registrants Quarterly Report on Form 10-Q for the
second quarter ended December 25, 2008 (Commission File No. 0-19681).(21)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated
November 13, 2008 (Commission File No. 0-19681).(22)
    
    Incorporated by reference to the Registrants Current Report on Form 8-K dated April
29, 2009 (Commission File No. 0-19681).
 25